Moderator
It's a great pleasure to welcome back Roberto Marchiori as Chief Operating Officer, and a warm welcome to Pablo Ribas, Chief Executive Officer, I should say, Miles Molyneaux, CFO, and Davide Tomassoni, CEO for Q Energy. Hello, boys.
Nice to see you. Roberto, it's been yet another very busy quarter, please, take it away.
Roberto Marchiori
Hi, Carl. Thank you.
Thank you very much. Good morning, everyone, and thank you for joining us.
Welcome to Qcap to be second quarter of 2026 earning presentation. Today we walk through our results of the quarter, and we'll leave a time for Q&A session in the end.
Before we get into the numbers, let me introduce today the presenters and take a moment also to welcome our new management team to the company. I'm Roberto Marchiori, the COO of Q Cap to be.
We have Pablo Ribas, the CEO. We have also Miles Molyneaux, the CFO, and Davide Tomassoni, the CEO of Q Energy.
Welcome, guys.
Miles Molyneaux
Thank you.
Davide Tomassoni
Thank you. Pleasure being here.
Roberto Marchiori
Now let's move into the fintech operation update. Starting with this update of all our products and solutions across our fintech business.
On the cross-border solution, which is the US dollar-denominated platform, it's already live in the United States. As you can imagine, United States has a broad spectrum of global merchants.
We are also live in Peru, Bolivia, Chile, Colombia, and Brazil, spread in Latin America. We also have many, many importers in this region of Latin America.
Moving to our Q Canada, which operates in Canadian dollars, we just signed a facility and at the same time launched operations during the third quarter, and we expect a ramp-up over the upcoming quarters and once we start growing the team and putting more effort in the platform. On Worq Mexico, which operates in Mexican pesos and US dollars, we concluded the renewal of our license agreement with American Express, our long-term partnership with this global rail company.
Finally, Worq Brazil, which operates in Brazilian reais, we expect to launch during the third quarter of this year, which the operations ramp-up, of course, we expect to ramp up during the fourth quarter and also first quarter next year, 2027. Just a quick recap here on our geographies and footprint, where we are located and which product is enabled in each region.
On the Worq side, our supply chains finance product, we are live in Mexico. We just launched in Canada, like I just told in the previous slide, and we expect to launch Brazil in this quarter of 2026.
On the cross-border solution side, we are already live in United States, Peru, Bolivia, Chile, Colombia, and Brazil to benefit on this cross-border transactions of importers. Moving to the next slide, here we bring more about customer evolution.
Just a reminder that the closing occurred during the month of April, in the beginning of the second quarter, when the business combination took effect. During the beginning of the year, we have been focusing on developing our products, technology, and creating the foundations for our sustainable growth aligned with our strategy.
During the second quarter, our average customers grew 16% quarter-over-quarter, and we ended June with 61 active customers. Our focus today is to keep optimizing onboarding process for new clients and also so we can ramp up our products with more efficiency.
Moving to the next slide and talking more about the average outstanding portfolio. During the second quarter, we saw a recurring cycle effect early in the quarter.
As the clients were renewing their credit lines with recovery during the months of May and June, and looking at the end of the quarter position in June, our total portfolio was $50.7 million as the average was around 40 45 million dollars. Moving to the next page, talking about total payment volume, the TPV.
The total payments volume is the amount that the customer base is transacting during the periods and paying their invoices inside our platforms using our credits. Our total payment volume kept growing quarter-over-quarter, reaching $51.4 million during the second quarter, a 90% increase quarter-over-quarter and close to 40% growth year-over-year compared to Q2 last year.
This aligned with our customer base growth rates, indicates that we are expanding our businesses. During 2026, we reached a total TPV volume of $9 $94.5 million, and if you look the last 12 months basis, we reached almost $200 million in volumes.
Keeping in mind that the business combination closed as of second quarter of this year, early April, these figures blend pre- and post-closing periods. Going to the next slide, the total portfolio revenue.
Let's talk about revenue and the take rate, this KPI that we are showing this page. Revenue basically comprised all the income streams, for instance, interest rates, interchange fees by transacting payment through the networks of the rail companies, and also other fees.
The take rate is basically the amount of this revenue divided by the amount of the payment volume, the TPV, during the same period, representing our total average income over the amount of transactions occurred by our customers during the period. Basically, the take rate is the portion of each transaction that stays with us at Q.
During the second quarter of 2026, we presented $1.6 million in revenue with an average take rate of 3.1% on the TPV volume. During the first half of the year, the total pro forma revenue reached $3 million, and the last 12 months around $5 million.
Remember, these numbers are basically considering a pre-transaction Q Fellowship and post-transaction Q2 the former company. Our near-term focus right now is also launching new programs to also provide support of revenue expansion going forward.
By launching Canada and Brazil, we expect to see these effects in the upcoming quarters. With that, I will hand now over to Davide Tomassoni to walk through the Venezuela slide on Q Energy updates.
Davide Tomassoni
Thank you so much for having me today. I think the most important points here that we need to discuss that will be completing the purchase of 24% from Novonor and then we a purchasing price of a 16% for about 37.5 million USD, which will take us to about 40% equity of PU Petrodata.
We have a contingent payment of 18 million with an enforcement of first option call from Novonor. August 28, we signed a major contract, which is an operational agreement with define the OG commercializations, which define the marketing sales commercialization of gas productions.
Also we have a great news because we were able to add the associated gas to this new contract, which before was not included. In term of a new negotiation, we were able to include an income tax 34% greenfield versus the 50%, and we have an expansion of JV to 2056.
We are negotiating also an extra 9.9 of equity, which it will be take our stakes up to 49.9%. This is a ongoing conversation with PDVSA.
I give it back to you guys, to Roberto and Miles.
Roberto Marchiori
Thank you, Davide.
Miles Molyneaux
Excellent. So
Roberto Marchiori
Go ahead.
Miles Molyneaux
Thank you, Davide. Before we get into the numbers, let me explain a little bit how they were built.
The figures on the next few slides are pro forma figures consolidating Q World on a pre-acquisition basis with the prior Maha Capital figures plus the results of the combined entity post-acquisition. These pro forma numbers are not reflected in Q's official financial statements.
They're presented just for illustrative purposes to help explain the trends and business performance irrespective of the capital transaction that took place in April. Picking up on the top on revenue, as we covered in the fintech section, revenue came in at $1.597 million, which was up 12% quarter-over-quarter and 16% year-over-year.
This was driven by higher credit volume and growth in the portfolio. On the operating expense side, which are the direct expenses related to managing the portfolio, we came in at $2.549 million, which is up 60% quarter-over-quarter, and that reflects the post-acquisition ramp-up of our operations across several geographies as well as higher payment volume.
Go to the next slide. Moving to general and administrative expenses, recurring G&A in the second quarter was $2.177 million, while total G&A was $4.5 million.
The difference between the two of $2.323 million is nonrecurring expenses, which is mainly due to the relisting and acquisition costs, as well as the Venezuela transaction. On the financial income, we came in at $1.594 million, and this is primarily the net interest income from the investment of our cash in the balance sheet.
That quarter four amount it reflects the investment of the or quarter one amount, the 2.85 million, was the interest income from the old Maha prior to the deal. The next slide is a year-to-date progression review.
While our accumulated net loss for the year so far was 48.9 million, a significant portion of that, 45.358 million, is noncash, and that was due to stock-based compensation expense, co-investor share issuance, and other noncash impacts. Obviously, these consume accounting profit, though don't represent an actual cash outflow.
If we remove those noncash items and also remove the nonrecurring G&A that we showed on the previous slide, which was 3.54 million, we reach a breakeven level year-to-date of just over breakeven of $5,000. I want to be explicit that this adjusted figure is not a GAAP measure.
This is distinct from our statutory year-to-date net result of the $48.901 million. Turning to cash flow, we started the period with 117.7 million in cash plus credits.
Operating cash flow was negative $17.7 million, which was driven primarily by working capital changes, the net operating results, as well as interest expense and FX. Investing cash flow was positive $9.4 million, including 9.1 million of cash generated from the business combination.
Financing cash flow was positive $14.1 million, largely due to a capital raise priced at 16 kronor per share as part of the deal transaction that closed in April. We closed the period with $123.5 million in cash, credits, and restricted cash, and a net cash position of 108.5 million after the co-investor loan, which includes the $50.7 million of customer receivables portfolio that Roberto showed earlier.
With that, I'll hand it back to Roberto for some closing remarks.
Roberto Marchiori
Thank you, Miles. Going to closing remarks.
Basically on the left side of the page, we have here our achievements of the first half of the year. On the fintech side, we completed the relisting process.
We completed the capital raise of $28 million at 16 Swedish kronor per share. We closed the business combination with Q World.
We also closed a facility of $50 million Canadian dollars to support Worq Canada growth. We also launched Worq in Canada.
On the energy side, we exercised the first call option of Petrodata. Then we reached the binding agreement to increase our stake up to 40% at the JV level.
Also the final agreement with PDVSA just signed in the last couple of days with this 40 year of deal. What's about to come in next steps, on the fintech business, as we mentioned, we are about to launch Brazil Worq platform, hopefully this month.
On the energy side, we expect to sign the offtake agreements with PDVSA, issue the reserve report in this next month, and add this additional gas reserves that Davide was mentioning in a second an update of the reserve reports. On the corporate side, we continue working with the spin-off and also the US listing.
Again, once we are now with two American leadership, we want to also be a fully American company. On the fintech side, after we conclude the spin-off of energy side, we also intend to list the fintech business in the United States.
With that, Carl, I conclude here our presentation and open the room for the Q&A session.
Moderator
Thank you for that, gentlemen. There have been a lot of questions ahead of this presentation, and as we speak, the viewers are sending in their questions.
As I said, I would try to keep questions slightly put together with Q Capital and Energy, and then perhaps a P&L question. I will start with let's say a P&L question, I will read one viewer here.
"The Swedish krona 16 16 raises were struck at a premium to the current price with a $4 million per quarter underlying burn rate burn, and the $27.5 million Venezuela step-up due around on November close. What's the expected cash position at year-end, and should shareholders expect further raises before the fintech turns cash generative?"
Basically, it's a question of raising capital here before year-end.
Roberto Marchiori
Okay. I will not give guidance by the position of year-end, but the idea is, once we were expanding the initiative in Venezuela, is to look for the best alternatives when it comes to finding the resources for the payments to Novonor by the end of the year.
Also remember that on the oil field side, Davide can talk more also, but we don't expect a huge amount of capital calls in the first months, we'll have more time to work in the best solution. I don't know, Davide, if you want to complement.
Davide Tomassoni
Yes. Definitely as Roberto said, I think I'm aligned with you in this aspect.
Roberto Marchiori
Good.
Moderator
Thank you for that. Then if we look at your outstanding portfolio, it declined slightly, I would say, but it declined from million US dollars 49.8 in the first quarter to 45.6.
The main question I think from the writer here is, has your expansion halted or how should we view this, well, this temporary setback?
Roberto Marchiori
That's a good question. Thank you, Carl.
That's why we included a new KPI for the investors to better understand this cycles we have inside this, right? Because the right way of looking this is also supporting the KPIs of your active customers and also your TPV volumes trend.
Because we have inside our businesses this cycle. Normally, your clients can pay their credits by the end of the month.
By then, you will experience this reduced amount under the outstanding credit portfolio. If you look and compare to the other KPIs, we are going to understand the trend now as we are working hard here on establishing technology, the foundations, the procedures, but also working on the relation to customers, and we see this growth trend here for the next quarters.
Moderator
Thank you for that. We continue here with Q Capital then.
How much of the Canadian $50 million in the credit facility has been drawn to date?
Roberto Marchiori
We just launched Canada. We are in this moment of start building relationship with customers.
We are building the team, organization. Everything is being set for the next quarters to come.
As of now, we are working to establish everything to start growing. Remember that in this facility, we redraw 80% in advance for each credit line that we provide for customers.
Moderator
There is a follow-up question here. Would you be give us, well, a number which I would assume would be growing, but the number of Canadian customers onboarded and approved for credit?
Roberto Marchiori
We have a pipeline in place. We cannot disclose right now, but in the next quarter we'll be happy to do so.
Again, we expect to see activities and growth in the next quarters.
Moderator
If we turn our eyes to Brazil, also a viewer question here. How many companies are currently onboarded and approved for the credit and actively transacting, I should say?
Roberto Marchiori
In Brazil, we didn't launch yet, right? We expect to launch Brazil Worq during this quarter, by the end of this month of September.
Once we are live, again, we are putting in place a team, we are creating all the foundations, the technology side, and we expect to release more figures by the course of next quarter.
Moderator
I will combine two question here. One is if you could give us more color of the portfolio and any estimates of the year-end, and I will combine that with a question here that I will translate from Swedish, which is what kind of portfolio size do you need to get a sustainable breakeven for the fintech?
Roberto Marchiori
No, like I told you on the previous slides, we just launched Canada during Q3. We are about to launch Brazil.
These are two important pillars to start growing our strategy across different and huge markets in Latin America and Americas. We also are working on the cross-border solution in parallel.
We see here a lot of potential, but we cannot give guidance by the of the year. In meantime, I think we already did this back-of-envelope maths, right, using hypothetical numbers.
If you reach around $120 million portfolio, this will mean revenues generation capacity between $25, $30 million, which will provide us to be in a profitable position.
Moderator
Right. Thank you for that.
Then we have some questions about Lionheart. Could you elaborate on why you did not renew your exclusivity with Lionheart?
Yes. Go ahead.
Davide Tomassoni
Thank you, Carlos, for the question. Jointly, we ending the LOI, the binding LOI with Lionheart because I'm adding the gas to our commercial agreement to increase a lot our valuations.
Our valuation prospects were no aligned, we need to protect our investors. That's the reason why we decide probably to opt for a direct listing and a spin-off from the Nasdaq in Sweden.
Moderator
Thank you for that. While we're at it with Q Energy here, you have mentioned the expected reserve report on the second half here, and would you be able to pinpoint a more granular?
Yes.
Davide Tomassoni
We are doing actually two reserve reports. The first one is on the crude, which should be out in the next two, three weeks.
Then we are adding the reserve report on the gas, which will be out by the end of the year.
Moderator
Further on on the energy side here, I will just read a question right up. Is it right to assume that the deal signed with PDVSA has derisked Q Energy in your mind and thus improved the intrinsic value?
I can see why that question is coming, could you answer?
Davide Tomassoni
Absolutely. Actually, we had an extension.
Our new signed agreement take us to 2056, we are 30 years in pipeline to be able to execute this contract. We are very optimistic about our return and our, the reserve that we have.
Moderator
I would assume this would be a follow-up question, but it's also about the divestment here, but when do you expect to be able to communicate, let's say, the intrinsic value of the Q Energy, which I believe then would be a spin-off? What's the process there?
Davide Tomassoni
Yes. Probably now, we are approaching very big banks here in United States that will allow us to walk through the spin-off in US.
We've been approached for the two stock exchange here, we are evaluating the best packaging for us. We consider probably 6 months to 7 months to be able to be listed here in United States.
Then, I believe in the next 30, 40 days, we'll have a great report that will allow us to give a great valuations about the Q Energy.
Moderator
How do you aim to fund the remaining part of the purchase price for in Venezuela? Do you see risk of another capital raise?
You have answered a general capital raise. What's the thinking there?
Davide Tomassoni
No, we are okay with the capitals at this stage. We have the capital needed to conclude that 40% purchase.
Obviously, We've been bombarded, if I can say that word, to people that want to invest and entities to allow us to get where we want to be in term of production of crude and gas.
Moderator
What would be the capital allocation priorities, still with Venezuela here, between further increasing ownership, field redevelopment, and preparing for the spin listing?
Davide Tomassoni
Our idea is to reactivate in probably the majority of the wells. With the associated gas, we're planning probably an investment around $90 to $150 million for the next 10 months.
Then
Moderator
if we have general questions regarding listing here, would the Nasdaq listing be in Sweden or in the US?
Davide Tomassoni
Probably will be a cross listing or dual listing. We are evaluating the best option for our investors.
We also have all the investors here in United States, we'd like to have possibility to acquire and purchase stocks. Will be both, probably.
We maintain both listings. Then
Moderator
a more general, let's say, strategic question here. Considering the recent macro events combined with Q entering this stage here where you have war, inflation fears, currency fluctuation, local currency strength versus the US, has that in any way affected your strategy, or you're working according to plan?
Davide Tomassoni
Everything according to plan. Honestly, it doesn't affect a lot in our strategy.
Everything moving ahead as we plan it. Actually, we're very excited because we obtain an extension.
We include the gas, which previously was not included, which in the long term is going to be extremely much more valued probably by the crude because we have three different gas, the solid gas and associated gas and we have liquids. LNG, LGN, out.
Which will allow us to improve our customer base and the return.
Moderator
Yeah. If we look to Q Capital here, if we look at the recent, well, development for the last 6 months and so on, has that in any way affected your, well, first, supply, i.e., the borrowing, and let's say what's the customer, the buying environment out there?
Roberto Marchiori
No, not at all. It keeps also the same.
We are happy with the launch of Canada. We are also excited with the launch in Brazil in the following month.
Nothing changes. We keep believing here in this path that we created some months ago, and we believe that's how we're going to generate value to our shareholders.
Moderator
I must just scroll down here, couple of other questions here. Yeah.
Will there be expansion outside the areas that you have already spoken about that would be, well, you have North America and Latin America. I know that in the previous broadcast, there was a lot of talk about West Indies and stuff like that.
How do you see further expansions or are you digging where you are?
Roberto Marchiori
No, sure. For sure, it's a long-term view we want to expand.
Let's give us Pablo Ribas some time so he can elaborate where we're going to reach next after Latin America and Americas. In the next quarter, we'll provide more detail on that.
Pablo Ribas
If I am to answer that quickly, right now the focus is to scale what we have, a footprint that we have. There's tremendous potential, it's tremendous volume.
We're trying to execute on the strategy, get that growing, and then consider other strategic expansions.
Moderator
I think that this question came on back of you, Pablo Ribas, being a new CEO and with your background here. With that, very interesting.
You had had a very busy quarter, and I would assume you have a very busy quarter ahead of you. I will thank you for that, gentlemen, and we will thank everyone who asked the questions.
I'm sure there will be more questions. I got one in here.
It's, "Could you further explain the relative large noncash expenses because you mentioned that in the beginning?" If we just round off with that question.
Roberto Marchiori
Okay. First part of it, the main two major impacts, right?
The first one was the stock option-based issuance by the transaction related with Q. Secondly, was a capital raise for co-investors also the same transaction.
These are noncash impacts, only accounting, and they were basically reflected by this.
Moderator
Right. With that, we will say thank you to you again, and a special thank you to all the ones who had forwarded questions.
If you have any unanswered questions, we will refer that to the company. With that, gentlemen, thank you so much.
Och till alla som tittade, tack ska ni ha. Hej.
Pablo Ribas
Thank you very much. Thank you.
Thank you for having us.
Roberto Marchiori
Thank you, everyone.
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